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REG - Hill & Smith PLC - Director/PDMR Shareholding

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RNS Number : 4747H  Hill & Smith PLC  19 March 2024

Hill & Smith PLC ('Hill & Smith' or 'the Company')

Director and PDMR Shareholdings

19 March 2024

Hill & Smith announces the following dealings by Directors and PDMRs of
the Company in connection with its employee share plan arrangements.

Hill & Smith 2023 Long-Term Incentive Plan - 2024 LTIP Award.

On 19 March 2024 the Company granted awards under the Hill & Smith 2023
Long Term Incentive Plan (the "LTIP").  The following awards have been
granted in the form of rights to acquire ordinary shares in the Company based
on a share price of £18.84, that being the Mid-Market Quote from the day
immediately preceding the date of grant:

i.      Hannah Nichols (Chief Financial Officer) has been granted an
award over 32,245 ordinary shares;

ii.     Hooman Caman Javvi (Chief Operating Officer) has been granted an
award over 25,212 ordinary shares;

iii.    Nicholas Adcock (Group President) has been granted an award over
14,331 ordinary shares; and

iv.    Tim Tehan (Group President) has been granted an award over 16,985
ordinary shares.

The vesting of the LTIP is subject to the achievement of performance
conditions assessed over the three-year performance period 2024 - 2027,
details of which will be included in the Directors' Remuneration Report for
the year ended 31 December 2023.

The Awards will (subject to the achievement of the performance conditions)
vest following the end of the performance period, but for Executive Directors,
the LTIP may not ordinarily be exercised until the end of a further two-year
holding period.

Hill & Smith 2023 Long-Term Incentive Plan - Buy-out Award.

In addition, Tim Tehan was also granted an award in the form of a conditional
award over 54,309 ordinary shares in the company. These awards reflect an
award that Tim Tehan forfeited at his previous employer and were agreed as
part of his recruitment package. The awards and their vesting dates are set
out below.

 Buy-Out Award  Number of Shares  Vesting Date
 Buy-Out Award  21,724            1 March 2025
 Buy-Out Award  21,724            1 March 2026
 Buy-Out Award  10,861            1 March 2027

Deferred Bonus Plan awards in respect of 2023 bonuses

On 19 March 2024 the Company granted awards under the rules of its Deferred
Bonus Plan in respect of bonuses earned for the year ended 31 December 2023.
The Company confirms that:

i.      Hannah Nichols has been granted an award over 11,865 ordinary
shares; and

ii.     Hooman Caman Javvi has been granted an award over 3,244 ordinary
shares;

The awards will vest following the end of a two-year deferral period.

 

 

2024 LTIP Award

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Hannah Nichols
 2.   Reason for the notification
 (a)  Position/status                                  Chief Financial Officer
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 4.   Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 (a)  Description of the Financial Instrument          Ordinary shares of £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of 2024 LTIP award

                                                       i.              Grant of award under the Deferred Bonus Plan

 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       32,245
                                                       £18.84    11,865
 (e)  Aggregated information:

Price(s)  Volume
      -       Aggregated volume                        Nil       32,245

                                                £18.84    11,865
      -       Price
 (f)  Date of the transaction                          19 March 2024
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

 

 Price(s)  Volume
 Nil       32,245
 £18.84    11,865

(f)

Date of the transaction

19 March 2024

(g)

Place of the transaction

Outside a trading venue

 

 

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Hooman Caman Javvi
 2.   Reason for the notification
 (a)  Position/status                                  Chief Operating Officer
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 4.   Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 (a)  Description of the Financial Instrument          Ordinary shares of £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        i.    Grant of 2024 LTIP award

                                                       ii.   Grant of award under the Deferred Bonus Plan

 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       25,212
                                                       £18.84    3,244
 (e)  Aggregated information:

Price(s)  Volume
      -       Aggregated volume                        Nil       25,212

                                                £18.84    3,244
      -       Price
 (f)  Date of the transaction                          19 March 2024
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

 

 Price(s)  Volume
 Nil       25,212
 £18.84    3,244

(f)

Date of the transaction

19 March 2024

(g)

Place of the transaction

Outside a trading venue

 

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Nicholas Adcock
 2.   Reason for the notification
 (a)  Position/status                                  Group President
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 4.   Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 (a)  Description of the Financial Instrument          Ordinary shares of £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of 2024 LTIP award

 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       14,331
 (e)  Aggregated information:

      -       Aggregated volume                        N/A Single transaction

      -       Price
 (f)  Date of the transaction                          19 March 2024
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

 

N/A Single transaction

(f)

Date of the transaction

19 March 2024

(g)

Place of the transaction

Outside a trading venue

 

 

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Tim Tehan
 2.   Reason for the notification
 (a)  Position/status                                  Group President
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 4.   Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 (a)  Description of the Financial Instrument          Ordinary shares of £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        i.              Grant of 2024 LTIP award

                                                       ii.             Grant of Buyout award
 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       16,985
                                                       Nil       54,309
 (e)  Aggregated information:

Price(s)  Volume
      -       Aggregated volume                        Nil       16,985

                                                Nil       54,309
      -       Price
 (f)  Date of the transaction                          19 March 2024
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

 

 Price(s)  Volume
 Nil       16,985
 Nil       54,309

(f)

Date of the transaction

19 March 2024

(g)

Place of the transaction

Outside a trading venue

 

As a result of these transactions:

i.              Hannah Nichols holds share options over 196,373
ordinary shares in the Company;

ii.             Hooman Caman Javvi holds share options over 87,349
ordinary shares in the Company;

iii.            Nicholas Adcock holds share options over 14,331
ordinary shares in the Company; and

iv.            Tim Tehan holds share options over 71,294 ordinary
shares in the Company.

 

Enquiries:

Alex Henderson

Company Secretary

0121 704 7430

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